AGM Information • Sep 18, 2019
AGM Information
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(the "Company")
At the AGM held today at 10am, all of the resolutions, as set out in the notice of meeting, were duly passed on a poll by the shareholders. Details of the proxy votes received in respect of each resolution are detailed below and will be posted on the Company's investor relations website at investor.games-workshop.com
| % of ISC | ||||||||
|---|---|---|---|---|---|---|---|---|
| voted | ||||||||
| Votes | Votes | (exc votes | Votes | |||||
| Votes for | % | against | % | total | withheld) | withheld* | ||
| Ordinary | ||||||||
| business | ||||||||
| Resolution 1 | To receive the 2019 annual report |
20,505,956 | 100 | 5,795 | 0.0 | 20,511,751 | 63.1 | 90,532 |
| Resolution 2 | To re-elect Kevin Rountree as a director |
20,520,720 | 99.6 | 81,064 | 0.4 | 20,601,784 | 63.4 | 500 |
| Resolution 3 | To re-elect Rachel Tongue as a director |
20,492,286 | 99.5 | 108,535 | 0.5 | 20,600,821 | 63.4 | 1,462 |
| Resolution 4 | To re-elect Nick Donaldson as a director |
14,929,261 | 73.4 | 5,420,793 | 26.6 | 20,350,054 | 62.6 | 252,229 |
| Resolution 5 | To re-elect Elaine O'Donnell as a director |
20,441,172 | 99.2 | 160,501 | 0.8 | 20,601,673 | 63.4 | 610 |
| Resolution 6 | To re-elect John Brewis as a director |
19,751,139 | 95.9 | 850,534 | 4.1 | 20,601,673 | 63.4 | 610 |
| Resolution 7 | To elect Kate Marsh as a director |
20,601,164 | 100 | 510 | 0.0 | 20,601,673 | 63.4 | 610 |
| Resolution 8 | To re-appoint Pricewaterhouse Coopers LLP as auditors |
20,597,108 | 100 | 4,675 | 0.0 | 20,601,783 | 63.4 | 500 |
| Resolution 9 | To authorise the directors to fix the auditors remuneration |
20,601,784 | 100 | 500 | 0.0 | 20,602,284 | 63.4 | 0 |
| Resolution 10 | To approve the remuneration report (excluding the directors' remuneration policy) |
18,558,641 | 90.2 | 2,026,109 | 9.8 | 20,584,750 | 63.3 | 17,533 |
| Special | ||||||||
|---|---|---|---|---|---|---|---|---|
| business Resolution 11 |
To authorise the directors to allot relevant securities |
20,581,498 | 99.9 | 20,704 | 0.1 | 20,602,202 | 63.4 | 82 |
| Resolution 12 | To disapply pre emption rights |
20,597,639 | 100 | 2,682 | 0.0 | 20,600,321 | 63.4 | 1,963 |
| Resolution 13 | To authorise the directors to make market purchases of the Company's own shares |
20,554,067 | 100 | 6,111 | 0.0 | 20,560,178 | 63.3 | 42,105 |
i)* A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes for and against resolutions
ii) Any votes that give discretion to the Chairman have been included in the "For" total.
iii) At close of business of 17 September 2019 there were 32,502,716 shares in issue.
The Board notes the result of Resolution 4 (the re-appointment of Nick Donaldson). From our ongoing communications with investors and proxy voting agencies, we understand that the concerns are largely in relation to Mr Donaldson being overboarded in terms of the calls on his time. The Board will consult with those shareholders who did not vote in favour to understand their views with respect to Mr Donaldson's multiple board commitments. The Board is confident that Mr Donaldson discharges effectively his role as Chairman, notwithstanding his other board commitments.
In accordance with Listing Rule 9.6.2, copies of the resolutions passed as special business of the meeting will be uploaded to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM.
Games Workshop Group PLC 0115 900 4003 Kevin Rountree, CEO Rachel Tongue, Group Finance Director
Investor relations website http://investor.games-workshop.com General website www.games-workshop.com
The 2019 annual report and all other recent announcements may be viewed at the investor relations website at the address above.
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